The depth of a secret agreement between Toshiba, the Aponia’s government and the former head of the investment fund of the world’s largest pension fund last year, which affects the board’s nominations, has been revealed by an independent investigation.
a 147-page report A statement released by the Pentagon on Thursday states that Japanese Prime Minister Yoshihide Suga, the then Secretary-General of the Government, had received updates on the activists’ campaign ahead of the July 2020 annual meeting, which concluded that “no. justly governed. “
Based on text messages, email. In the correspondence և other correspondence, the report describes how high-ranking officials in the Ministry of Economy, Commerce and Industry worked with Toshiba senior management to prevent executives from voting for their posts. Investigators conclude that the plot includes “actions that are alleged to be against the law” and is an attempt to unjustly restrict the exercise of shareholders’ rights.
Nobuaki Kurumatani, then Toshiba’s chief executive, who was standing by the knife voting to confirm his reappointment, which he had difficulty surviving, could be used for the campaign. He: resigned in April, amid fears he may not be able to get approval at the end of this month’s 2021 annual meeting after a $ 20 billion takeover bid for a private equity group CVC.
The lawyers ‘meeting, compiled by three attorneys, including the head of O’Melveny & Myers’s Tokyo office, accused the Japanese company of “developing a bill that would prevent shareholders from effectively enforcing their shareholders’ offer և voting rights in the AGM. leaving an unnecessary impact on shareholders. ” ,
In a highly revealing text message, Kurumatani told one of his top executives that Toshiba’s efforts to curb the actions of active investors would not fall on its financial advisers, Goldman Sachs և Nomura, but would mainly go to the government. It is quoted that he wrote: “METI will play a key role this time.”
The Toshiba 2020 AGM scandal, for many investors, was the culmination of five years of emergency chaos in Japan’s most popular industrial conglomerate. A number of disasters have included accounting fraud, the collapse of the US nuclear unit, the sale of the valuable chip business, and the narrow avoidance of the Tokyo Stock Exchange. Investors have long suspected that Toshiba has an unusually high level of protection from the unus aponia government, that shareholders’ interests are being severely repressed.
Toshiba was forced to accept an independent investigation after the defeat Proxy fight in March with its largest shareholders.
One of Toshiba’s shareholders said his findings “confirm our worst fears about the relationship between the Aponia government and its largest corporations.” The question that everyone has to ask themselves now is whether this was an isolated incident. “
The introduction is in stark contrast to Toshiba’s internal investigation into the meeting, which concluded that there were no problems.
“As a shareholder or CEO, there is no way I can support a number of candidates nominated by the company for the upcoming AGM,” Raymond Age Agen, Toshiba’s non-executive director, told Financial. Times since the Times was published. Previous information provided to the council on METI’s involvement, he added, was “highly misleading.”
The report in particular hurts the reputation of Hiromichi Mizuno, a former major investor in the Government Pension Investment Fund (GPIF) worth $ 1.6 billion in Japan, a member of Tesla’s board and a top ESG investor.
Mizuno’s efforts, first unveiled by FT, focused on influencing the vote of one of Toshiba’s largest shareholders at the time, the Harvard Management Company. At AGM last year, Mizuno served as METI Executive Advisor. The report concludes that he used that position to influence HMC to the extent that he abstained from voting at the meeting.
The report questioned the history of the Mizuno events. Martin Mizuno told FT. “I made it very clear to Harvard that I did not represent the Japanese government. I offered to give them [Harvard] to better understand the situation in Tokyo on a friendly basis. ”
On Thursday, Toshiba և METI said they would review the report. Mizuno, who was described in the report as “Mr. M”, was immediately available for comment. Both Mizuno and METI had previously denied to the FT that it was acting on government orders.